SCHEDULE 14A INFORMATION
                PROXY STATEMENT PURSUANT TO SECTION 14(A) OF THE
                         SECURITIES EXCHANGE ACT OF 1934
                         (Amendment No. ______________)


Filed by the Registrant    /X/
Filed by a party other than the Registrant   / /

Check the appropriate box:
/ /  Preliminary proxy statement
/ /  Confidential, for use of the Commission only (as permitted by
     Rule 14a-6(e)(2))
/X/  Definitive proxy statement
/ /  Definitive additional materials
/ /  Soliciting material pursuant to Sec. 240.14a-11(c) or Sec. 240.14a-12


                        TEMPLETON GLOBAL INCOME FUND, INC.
                ------------------------------------------------
                (Name of Registrant as Specified in Its Charter)


    ------------------------------------------------------------------------
    (Name of Person(s) Filing Proxy Statement, if other than the Registrant)

Payment of filing fee (Check the appropriate box):

/X/  No fee required.

/ /  Fee computed on table below per Exchange Act Rules 14a-6(i)(4) and 0-11.

(1)  Title of each class of securities to which transactions applies:

(2)  Aggregate number of securities to which transactions applies:

(3)  Per unit price or other underlying value of transaction computed
pursuant to Exchange Act Rule 0-11 (set forth the amount on which the filing
fee is calculated and state how it was determined):

(4)  Proposed maximum aggregate value of transaction:

(5)  Total fee paid:

/ /  Fee paid previously with preliminary materials.
/ /  Check box if any part of the fee is offset as provided by Exchange Act
     Rule 0-11(a)(2) and identify the filing for which the offsetting fee
     was paid previously.  Identify the previous filing by registration
     statement number, or the Form or Schedule and the date of its filing.

(1)  Amount previously paid:

(2)  Form, Schedule or Registration Statement No.:

(3)  Filing party:

(4)  Date filed:







[LOGO]
                            FRANKLIN(R) TEMPLETON(R)
                                  INVESTMENTS

                      TEMPLETON GLOBAL INCOME FUND, INC.

                       IMPORTANT SHAREHOLDER INFORMATION

These materials are for the Annual Meeting of Shareholders scheduled for
February 28, 2003 at 10:00 a.m. Eastern time. The enclosed materials discuss
the proposal (the "Proposal") to be voted on at the meeting, and contain the
Notice of Meeting, proxy statement and proxy card. A proxy card is, in essence,
a ballot. When you vote your proxy, it tells us how you wish to vote on
important issues relating to Templeton Global Income Fund, Inc. (the "Fund").
If you specify a vote for the Proposal, your proxy will be voted as you
indicate. If you simply sign and date the proxy card, but do not specify a vote
for the Proposal, your proxy will be voted FOR the Proposal.

We urge you to spend a few minutes reviewing the Proposal in the proxy
statement. Then, please fill out the proxy card and return it to us so that we
know how you would like to vote. When shareholders return their proxies
promptly, the Fund may be able to save money by not having to conduct
additional mailings.

We welcome your comments. If you have any questions, call Fund Information at
1-800/DIAL BEN(R) (1-800-342-5236).


                         TELEPHONE AND INTERNET VOTING

  For your convenience, you may be able to vote by telephone or through the
  Internet, 24 hours a day. If your account is eligible, a control number and
  separate instructions are enclosed.



[LOGO]
                            FRANKLIN(R) TEMPLETON(R)
                                  INVESTMENTS

                      TEMPLETON GLOBAL INCOME FUND, INC.

                 NOTICE OF 2003 ANNUAL MEETING OF SHAREHOLDERS

The Annual Meeting of Shareholders (the "Meeting") of Templeton Global Income
Fund, Inc. (the "Fund") will be held at the Fund's offices, 500 East Broward
Boulevard, 12th Floor, Fort Lauderdale, Florida 33394-3091 on February 28, 2003
at 10:00 a.m. Eastern time.

During the Meeting, shareholders of the Fund will vote on the following
Proposal:

.. The election of four Directors of the Fund to hold office for the terms
  specified.

                                          By Order of the Board of Directors,

                                          Barbara J. Green
                                          Secretary

January 13, 2003



                      TEMPLETON GLOBAL INCOME FUND, INC.

                                PROXY STATEMENT

..  INFORMATION ABOUT VOTING

Who is eligible to vote?

Shareholders of record at the close of business on January 3, 2003 are entitled
to be present and to vote at the Meeting or any adjourned Meeting. Each share
of record is entitled to one vote (and a proportionate fractional vote for each
fractional share) on each matter presented at the Meeting. The Notice of
Meeting, the proxy card, and proxy statement were first mailed to shareholders
of record on or about January 13, 2003.

On what issue am I being asked to vote?

You are being asked to vote on the election of four nominees to the position of
Director.

How do the Fund's Directors recommend that I vote?

The Directors unanimously recommend that you vote FOR the election of the four
nominees.

How do I ensure that my vote is accurately recorded?

You may attend the Meeting and vote in person or you may complete and return
the enclosed proxy card. If you are eligible to vote by telephone or through
the Internet, a control number and separate instructions are enclosed.

Proxy cards that are properly signed, dated and received at or prior to the
Meeting will be voted as specified. If you specify a vote for the Proposal,
your proxy will be voted as you indicate. If you simply sign, date and return
the proxy card, but do not specify a vote for the Proposal, your shares will be
voted IN FAVOR of the nominees for Director.

May I revoke my proxy?

You may revoke your proxy at any time before it is voted by forwarding a
written revocation or a later-dated proxy to the Fund that is received at or
prior to the Meeting, or by attending the Meeting and voting in person.

..  THE PROPOSAL:  ELECTION OF DIRECTORS

How are nominees selected?

The Board of Directors of the Fund (the "Board" or the "Directors") has a
Nominating and Compensation Committee (the "Committee") consisting of Andrew H.
Hines, Jr. (Chairman), Frank J.



Crothers, Edith E. Holiday and Gordon S. Macklin, none of whom is an
"interested person" as defined by the Investment Company Act of 1940 (the "1940
Act"). Directors who are not interested persons of the Fund are referred to as
the "Independent Directors." The Committee is responsible for the selection and
nomination of candidates to serve as Directors of the Fund. The Committee will
review shareholders' nominations to fill vacancies on the Board if these
nominations are submitted in writing and addressed to the Committee at the
Fund's offices. However, the Committee expects to be able to identify from its
own resources an ample number of qualified candidates.

Who are the nominees and Directors?

The Board is divided into three classes. Each class has a term of three years.
Each year the term of office of one class expires. This year, the terms of four
Directors expire. Harris J. Ashton, Nicholas F. Brady, S. Joseph Fortunato and
Andrew H. Hines, Jr. have been nominated for three-year terms, set to expire at
the 2006 Annual Meeting of Shareholders. These terms continue, however, until
successors are duly elected and qualified. Among these Directors, only Nicholas
F. Brady is deemed to be an "interested person" for purposes of the 1940 Act.
Directors who are "interested persons" are referred to as the "Interested
Directors." All of the nominees are currently members of the Board. In
addition, all of the current nominees and Directors are also directors or
trustees of other Franklin(R) funds and/or Templeton(R) funds (collectively,
the "Franklin Templeton funds").

Certain Directors of the Fund hold director and/or officer positions with
Franklin Resources, Inc. ("Resources") and its affiliates. Resources is a
publicly owned holding company, the principal shareholders of which are Charles
B. Johnson and Rupert H. Johnson, Jr., who own approximately 17.74% and 14.77%,
respectively, of its outstanding shares. Resources, a global investment
organization operating as Franklin Templeton Investments, is primarily engaged,
through various subsidiaries, in providing investment management, share
distribution, transfer agent and administrative services to a family of
investment companies. Resources is a New York Stock Exchange, Inc. ("NYSE")
listed holding company (NYSE: BEN). Charles B. Johnson, Chairman of the Board,
Director and Vice President of the Fund, and Rupert H. Johnson, Jr., Vice
President of the Fund, are brothers. There are no family relationships among
any of the Directors or nominees for Director.

Each nominee currently is available and has consented to serve if elected. If
any of the nominees should become unavailable, the designated proxy holders
will vote in their discretion for another person or persons who may be
nominated as Directors.

                                      2


Listed below, for each nominee and Director, are their name, age and address,
as well as their position and length of service with the Fund, principal
occupation during the past five years, the number of portfolios in the Franklin
Templeton Investments fund complex that they oversee, and any other
directorships held by the nominee or Director.

Nominees for Independent Director to serve until 2006 Annual Meeting of
Shareholders:



                                                               Number of
                                                             Portfolios in
                                                               Franklin
                                                               Templeton
                                                              Investments
                                                             Fund Complex
                                              Length of       Overseen by
Name, Age and Address           Position     Time Served       Director*       Other Directorships Held
- -----------------------------------------------------------------------------------------------------------
                                                                   
Harris J. Ashton (70)           Director     Since 1992           133           Director, Bar-S Foods
  500 East Broward Blvd.                                                        (meat packing company)
  Suite 2100
  Fort Lauderdale, FL
  33394-3091

Principal Occupation During Past 5 Years:
Director of various companies; and formerly, Director, RBC Holdings, Inc. (bank holding company) (until
2002); and President, Chief Executive Officer and Chairman of the Board, General Host Corporation (nursery
and craft centers) (until 1998).
- -----------------------------------------------------------------------------------------------------------
S. Joseph Fortunato (70)        Director     Since 1992           134                    None
  500 East Broward Blvd.
  Suite 2100
  Fort Lauderdale, FL
  33394-3091

Principal Occupation During Past 5 Years:
Attorney; and formerly, member of the law firm of Pitney, Hardin, Kipp & Szuch.
- -----------------------------------------------------------------------------------------------------------
Andrew H. Hines, Jr. (79)       Director     Since 1990           27                     None
  500 East Broward Blvd.
  Suite 2100
  Fort Lauderdale, FL
  33394-3091

Principal Occupation During Past 5 Years:
Consultant, Triangle Consulting Group; and formerly, Executive-in-Residence, Eckerd College (1991-2002);
Chairman and Director, Precise Power Corporation (1990-1997); Director, Checkers Drive-In Restaurant, Inc.
(1994-1997); and Chairman of the Board and Chief Executive Officer, Florida Progress Corporation (holding
company in the energy area) (1982-1990) and director of various of its subsidiaries.
- -----------------------------------------------------------------------------------------------------------


                                      3


Nominee for Interested Director to serve until 2006 Annual Meeting of
Shareholders:



                                                                    Number of
                                                                  Portfolios in
                                                                    Franklin
                                                                    Templeton
                                                                   Investments
                                                                  Fund Complex
                                                 Length of Time    Overseen by
Name, Age and Address                 Position       Served         Director*        Other Directorships Held
- ------------------------------------------------------------------------------------------------------------------
                                                                      
**Nicholas F. Brady (72)              Director     Since 1993          21         Director, Amerada Hess
  500 East Broward Blvd.                                                          Corporation (exploration
  Suite 2100                                                                      and refining of oil and gas);
  Fort Lauderdale, FL                                                             C2, Inc. (operating and
  33394-3091                                                                      investment business); and
                                                                                  H.J. Heinz Company
                                                                                  (processed foods and allied
                                                                                  products).

Principal Occupation During Past 5 Years:
Chairman, Templeton Emerging Markets Investment Trust PLC, Darby Overseas Investments, Ltd., Darby
Emerging Markets Investments LDC and Darby Technology Ventures Group, LLC (investment firms)
(1994-present); Director, Templeton Capital Advisors Ltd. and Franklin Templeton Investment Fund; and
formerly, Secretary of the United States Department of the Treasury (1988-1993); Chairman of the Board,
Dillon, Read & Co., Inc. (investment banking) (until 1988); and U.S. Senator, New Jersey (April 1982-
December 1982).
- ------------------------------------------------------------------------------------------------------------------

Independent Directors serving until 2005 Annual Meeting of Shareholders:

Edith E. Holiday (50)                 Director     Since 1996          82         Director, Amerada Hess
  500 East Broward Blvd.                                                          Corporation (exploration and
  Suite 2100                                                                      refining of oil and gas);
  Fort Lauderdale, FL                                                             Hercules Incorporated
  33394-3091                                                                      (chemicals, fibers and
                                                                                  resins); Beverly Enterprises,
                                                                                  Inc. (health care); H.J. Heinz
                                                                                  Company (processed foods
                                                                                  and allied products); RTI
                                                                                  International Metals, Inc.
                                                                                  (manufacture and
                                                                                  distribution of titanium); and
                                                                                  Canadian National Railway
                                                                                  (railroad).

Principal Occupation During Past 5 Years:
Director or trustee of various companies and trusts; and formerly, Assistant to the President of the United States
and Secretary of the Cabinet (1990-1993); General Counsel to the United States Treasury Department (1989-
1990); and Counselor to the Secretary and Assistant Secretary for Public Affairs and Public Liaison--United
States Treasury Department (1988-1989).
- ------------------------------------------------------------------------------------------------------------------


                                      4




                                                                    Number of
                                                                  Portfolios in
                                                                    Franklin
                                                                    Templeton
                                                                   Investments
                                                                  Fund Complex
                                                 Length of Time    Overseen by
Name, Age and Address                 Position       Served         Director*      Other Directorships Held
- -------------------------------------------------------------------------------------------------------------
                                                                      
Gordon S. Macklin (74)                Director     Since 1993          133        Director, White Mountains
  500 East Broward Blvd.                                                          Insurance Group, Ltd.
  Suite 2100                                                                      (holding company); Martek
  Fort Lauderdale, FL                                                             Biosciences Corporation;
  33394-3091                                                                      MedImmune, Inc.
                                                                                  (biotechnology);
                                                                                  Overstock.com (Internet
                                                                                  services); and Spacehab,
                                                                                  Inc. (aerospace services).

Principal Occupation During Past 5 Years:
Deputy Chairman, White Mountains Insurance Group, Ltd. (holding company); and formerly, Chairman, White
River Corporation (financial services) (until 1998) and Hambrecht & Quist Group (investment banking) (until
1992); and President, National Association of Securities Dealers, Inc. (until 1987).
- -------------------------------------------------------------------------------------------------------------
Constantine D. Tseretopoulos (48)     Director     Since 1999          17                    None
  500 East Broward Blvd.
  Suite 2100
  Fort Lauderdale, FL
  33394-3091

Principal Occupation During Past 5 Years:
Physician, Lyford Cay Hospital (1987-present); and director of various nonprofit organizations; and formerly,
Cardiology Fellow, University of Maryland (1985-1987) and Internal Medicine Resident, Greater Baltimore
Medical Center (1982-1985).
- -------------------------------------------------------------------------------------------------------------

Independent Directors serving until 2004 Annual Meeting of Shareholders:

Frank J. Crothers (58)                Director     Since 1999          17                    None
  500 East Broward Blvd.
  Suite 2100
  Fort Lauderdale, FL
  33394-3091

Principal Occupation During Past 5 Years:
Chairman, Atlantic Equipment & Power Ltd.; Vice Chairman, Caribbean Utilities Co. Ltd.; Director and
President, Provo Power Company Ltd.; Director, Caribbean Electric Utility Services Corporation (Chairman until
2002); and director of various other business and nonprofit organizations.
- --------------------------------------------------------------------------------------------------------------


                                      5




                                                             Number of
                                                           Portfolios in
                                                             Franklin
                                                             Templeton
                                                            Investments
                                                           Fund Complex
                                          Length of Time    Overseen by
Name, Age and Address         Position        Served         Director*     Other Directorships Held
- -----------------------------------------------------------------------------------------------------
                                                               
Betty P. Krahmer (73)         Director      Since 1990          21                   None
  500 East Broward Blvd.
  Suite 2100
  Fort Lauderdale, FL
  33394-3091

Principal Occupation During Past 5 Years:
Director or trustee of various civic associations; and formerly, Economic Analyst, U.S. government.
- -----------------------------------------------------------------------------------------------------


                                                                                                   
       Fred R. Millsaps (73)                        Director               Since 1990             27           None
         500 East Broward Blvd.
         Suite 2100
         Fort Lauderdale, FL
         33394-3091

       Principal Occupation During Past 5 Years:
       Director of various business and nonprofit organizations; and manager of personal investments (1978-present);
       and formerly, Chairman and Chief Executive Officer, Landmark Banking Corporation (1969-1978); Financial
       Vice President, Florida Power and Light (1965-1969); and Vice President, Federal Reserve Bank of Atlanta
       (1958-1965).
       --------------------------------------------------------------------------------------------------------------------

       Interested Director serving until 2004 Annual Meeting of Shareholders:

       **Charles B. Johnson (69)                  Chairman of              Chairman of            133          None
         One Franklin Parkway                      the Board,            the Board since
         San Mateo, CA                            Director and              1995 and
         94403-1906                              Vice President           Director and
                                                                         Vice President
                                                                           since 1992

       Principal Occupation During Past 5 Years:
       Chairman of the Board, Chief Executive Officer, Member--Office of the Chairman and Director, Franklin
       Resources, Inc.; Vice President, Franklin Templeton Distributors, Inc.; Director, Fiduciary Trust Company
       International; officer and/or director or trustee, as the case may be, of some of the other subsidiaries of Franklin
       Resources, Inc.; and officer of 45 of the investment companies in Franklin Templeton Investments.
       --------------------------------------------------------------------------------------------------------------------

 * We base the number of portfolios on each separate series of the U.S.
   registered investment companies within the Franklin Templeton Investments
   fund complex. These portfolios have a common investment adviser or
   affiliated investment advisers, and also may share a common underwriter.
** Nicholas F. Brady and Charles B. Johnson are "interested persons" of the
   Fund as defined by the 1940 Act. The 1940 Act limits the percentage of
   interested persons that can comprise a fund's board of directors. Mr.
   Johnson is considered an interested person of the Fund due to his position
   as an officer and director and major shareholder of Resources, which is the
   parent company of the Fund's Investment Manager, and his position with the
   Fund. Mr. Brady's status as an interested person results from his business
   affiliations with Resources and Templeton Global Advisors Limited. Mr. Brady
   and Resources are both limited partners of Darby Overseas Partners, L.P.
   ("Darby Overseas"). Mr. Brady is Chairman and shareholder of Darby Overseas
   Investments, Ltd., which is the corporate general partner of Darby Overseas.
   In addition, Darby Overseas and Templeton Global Advisors Limited are
   limited partners of Darby Emerging Markets Fund, L.P. ("DEMF"). Mr. Brady
   serves as Chairman of the corporate general partner of DEMF, and Darby
   Overseas and its

                                      6


   general partner own 100% of the stock of the general partner of DEMF.
   Resources also is an investor in Darby Technology Ventures Group, LLC
   ("DTV") in which Darby Overseas is a significant investor and for which
   Darby Overseas has the right to appoint a majority of the directors.
   Templeton Global Advisors Limited also is a limited partner in Darby--BBVA
   Latin America Private Equity Fund, L.P. ("DBVA"), a private equity fund in
   which Darby Overseas is a significant investor, and the general partner of
   which Darby Overseas controls jointly with an unaffiliated third party. Mr.
   Brady is also a director of Templeton Capital Advisors Ltd. ("TCAL"), which
   serves as investment manager to certain unregistered funds. TCAL and
   Templeton Global Advisors Limited are both indirect subsidiaries of
   Resources. The remaining nominees and Directors of the Fund are Independent
   Directors.

The following tables provide the dollar range of the equity securities of the
Fund and of all funds overseen by the Directors in the Franklin Templeton
Investments fund complex beneficially owned by the Fund's Directors as of
December 31, 2002.

Independent Directors



                                                       Aggregate Dollar Range of Equity
                                                    Securities in all Funds Overseen by the
                             Dollar Range of Equity   Director in the Franklin Templeton
      Name of Director       Securities in the Fund        Investments Fund Complex
- -------------------------------------------------------------------------------------------
                                              
Harris J. Ashton                  $1 - $10,000                   Over $100,000
Frank J. Crothers                     None                       Over $100,000
S. Joseph Fortunato               $1 - $10,000                   Over $100,000
Andrew H. Hines, Jr.              $1 - $10,000                   Over $100,000
Edith E. Holiday                  $1 - $10,000                   Over $100,000
Betty P. Krahmer               $50,001 - $100,000                Over $100,000
Gordon S. Macklin                Over $100,000                   Over $100,000
Fred R. Millsaps                      None                       Over $100,000
Constantine D. Tseretopoulos          None                       Over $100,000


Interested Directors



                                             Aggregate Dollar Range of Equity
                                          Securities in all Funds Overseen by the
                   Dollar Range of Equity   Director in the Franklin Templeton
 Name of Director  Securities in the Fund        Investments Fund Complex
- ---------------------------------------------------------------------------------
                                    
Nicholas F. Brady    $10,001 - $50,000                 Over $100,000
Charles B. Johnson   $10,001 - $50,000                 Over $100,000


How often do the Directors meet and what are they paid?

The role of the Directors is to provide general oversight of the Fund's
business, and to ensure that the Fund is operated for the benefit of
shareholders. The Directors anticipate meeting at least five times during the
current fiscal year to review the operations of the Fund and the Fund's
investment performance. The Directors also oversee the services furnished to
the Fund by Franklin Advisers, Inc., the Fund's investment manager (the
"Investment Manager"), and various other service providers. The Fund currently
pays the Independent Directors and Mr. Brady an annual retainer of $2,000 and a
fee of $400 per Board meeting attended. Directors serving on the Audit
Committee of the Fund and other investment companies in Franklin Templeton
Investments receive a flat fee of $2,000 per Audit Committee meeting attended,
a portion of which is allocated to the Fund. Members of a committee are not
compensated for any committee meeting held on the day of a Board meeting.

                                      7


During the fiscal year ended August 31, 2002, there were six meetings of the
Board, three meetings of the Audit Committee, and four meetings of the
Nominating and Compensation Committee. Each Director then in office attended at
least 75% of the aggregate of the total number of meetings of the Board and the
total number of meetings held by all committees of the Board on which the
Director served.

Certain Directors and officers of the Fund are shareholders of Resources and
may receive indirect remuneration due to their participation in management fees
and other fees received by the Investment Manager and its affiliates from the
funds in Franklin Templeton Investments. The Investment Manager or its
affiliates pay the salaries and expenses of the officers. No pension or
retirement benefits are accrued as part of Fund expenses.



                                                                              Number of Boards in
                                 Aggregate      Total Compensation from       Franklin Templeton
                             Compensation from     Franklin Templeton     Investments Fund Complex on
      Name of Director           the Fund*     Investments Fund Complex**  which Director Serves***
- -----------------------------------------------------------------------------------------------------
                                                                 
Harris J. Ashton                  $4,037                $372,100                      45
Nicholas F. Brady                  4,037                 140,500                      15
Frank J. Crothers                  4,242                 100,000                      12
S. Joseph Fortunato                4,037                 372,941                      46
Andrew H. Hines, Jr.               4,135                 209,500                      16
Edith E. Holiday                   4,065                 273,635                      25
Betty P. Krahmer                   4,037                 142,500                      15
Gordon S. Macklin                  4,037                 363,512                      45
Fred R. Millsaps                   4,135                 219,500                      16
Constantine D. Tseretopoulos       4,242                 102,500                      12

- -------------------------
  *Compensation received for the fiscal year ended August 31, 2002.
 **Received in the calendar year ended December 31, 2002.
***We base the number of boards on the number of U.S. registered investment
   companies in the Franklin Templeton Investments fund complex. This number
   does not include the total number of series or funds within each investment
   company for which the Board members are responsible. Franklin Templeton
   Investments currently includes 52 registered investment companies, with
   approximately 155 U.S. based funds or series.

The table above indicates the total fees paid to Directors by the Fund
individually and by all of the funds in Franklin Templeton Investments. These
Directors also serve as directors or trustees of other funds in Franklin
Templeton Investments, many of which hold meetings at different dates and
times. The Directors and the Fund's management believe that having the same
individuals serving on the boards of many of the funds in Franklin Templeton
Investments enhances the ability of each fund to obtain, at a relatively modest
cost to each separate fund, the services of high caliber, experienced and
knowledgeable Independent Directors who can more effectively oversee the
management of the funds.

Board members historically have followed a policy of having substantial
investments in one or more of the funds in Franklin Templeton Investments, as
is consistent with their individual financial goals. In February 1998, this
policy was formalized through adoption of a requirement that each board member
invest one-third of the fees received for serving as a director or trustee of a
Templeton fund in shares of one or more Templeton funds and one-third of the
fees received for serving as a director or trustee of a

                                      8


Franklin fund in shares of one or more Franklin funds, until the value of such
investments equals or exceeds five times the annual fees paid to such board
member. Investments in the name of family members or entities controlled by a
board member constitute fund holdings of such board member for purposes of this
policy, and a three year phase-in period applies to such investment
requirements for newly elected board members. In implementing this policy, a
board member's fund holdings existing on February 27, 1998, were valued as of
such date with subsequent investments valued at cost.

Who are the Executive Officers of the Fund?

Officers of the Fund are appointed by the Directors and serve at the pleasure
of the Board. Listed below, for each Executive Officer are their name, age and
address, as well as their position and length of service with the Fund, and
principal occupation during the past five years.



Name, Age and Address                                 Position                        Length of Time Served
- ----------------------------------------------------------------------------------------------------------------------
                                                                             
Charles B. Johnson                         Chairman of the Board, Director            Chairman of the Board
                                                 and Vice President                since 1995 and Director and
                                                                                    Vice President since 1992

Please refer to the table "Interested Director serving until 2004 Annual Meeting of Shareholders" for additional
information about Mr. Charles B. Johnson.
- ----------------------------------------------------------------------------------------------------------------------
Christopher J. Molumphy (40)                President and Chief Executive                  Since 2002
  One Franklin Parkway                     Officer--Investment Management
  San Mateo, CA
  94403-1906

Principal Occupation During Past 5 Years:
Executive Vice President, Franklin Advisers, Inc.; and officer of five of the investment companies in Franklin
Templeton Investments.
- ----------------------------------------------------------------------------------------------------------------------
Rupert H. Johnson, Jr. (62)                        Vice President                          Since 1996
  One Franklin Parkway
  San Mateo, CA
  94403-1906

Principal Occupation During Past 5 Years:
Vice Chairman, Member--Office of the Chairman and Director, Franklin Resources, Inc.; Vice President and
Director, Franklin Templeton Distributors, Inc.; Director, Franklin Advisers, Inc. and Franklin Investment Advisory
Services, Inc.; Senior Vice President, Franklin Advisory Services, LLC; and officer and/or director or trustee, as the
case may be, of some of the other subsidiaries of Franklin Resources, Inc. and of 48 of the investment companies in
Franklin Templeton Investments.
- ----------------------------------------------------------------------------------------------------------------------


                                      9


 Name, Age and Address               Position             Length of Time Served
 ------------------------------------------------------------------------------
 Harmon E. Burns (57)             Vice President               Since 1996
   One Franklin Parkway
   San Mateo,
   CA 94403-1906

 Principal Occupation During Past 5 Years: Vice Chairman, Member--Office of
 the Chairman and Director, Franklin Resources, Inc.; Vice President and
 Director, Franklin Templeton Distributors, Inc.; Executive Vice President,
 Franklin Advisers, Inc.; Director, Franklin Investment Advisory Services,
 Inc.; and officer and/or director or trustee, as the case may be, of some
 of the other subsidiaries of Franklin Resources, Inc. and of 48 of the
 investment companies in Franklin Templeton Investments.
 ------------------------------------------------------------------------------
 Martin L. Flanagan               Vice President               Since 1989
 (42)
   One Franklin
   Parkway San Mateo,
   CA 94403-1906

 Principal Occupation During Past 5 Years: President, Member--Office of the
 President, Chief Financial Officer and Chief Operating Officer, Franklin
 Resources, Inc.; Senior Vice President and Chief Financial Officer,
 Franklin Mutual Advisers, LLC; Executive Vice President, Chief Financial
 Officer and Director, Templeton Worldwide, Inc.; Executive Vice President
 and Chief Operating Officer, Templeton Investment Counsel, LLC; President
 and Director, Franklin Advisers, Inc.; Executive Vice President, Franklin
 Investment Advisory Services, Inc. and Franklin Templeton Investor
 Services, LLC; Chief Financial Officer, Franklin Advisory Services, LLC;
 Chairman, Franklin Templeton Services, LLC; and officer and/or director of
 some of the other subsidiaries of Franklin Resources, Inc. and of 49 of the
 investment companies in Franklin Templeton Investments.
 ------------------------------------------------------------------------------
 Jeffrey A. Everett               Vice President               Since 2001
 (38)
   P.O. Box
   N-7759 Lyford Cay,
   Nassau Bahamas

 Principal Occupation During Past 5 Years: President and Director, Templeton
 Global Advisors Limited; officer of 15 of the investment companies in
 Franklin Templeton Investments; and formerly, Investment Officer, First
 Pennsylvania Investment Research (until 1989).
 ------------------------------------------------------------------------------
 Jimmy D. Gambill (55)    Senior Vice President and Chief      Since 2002
   500 East Broward       Executive Officer--Finance and
   Blvd.                          Administration
   Suite 2100
   Fort Lauderdale, FL
   33394-3091

 Principal Occupation During Past 5 Years:
 President, Franklin Templeton Services, LLC; Senior Vice President,
 Templeton Worldwide, Inc.; and officer of 50 of the investment companies in
 Franklin Templeton Investments.
 ------------------------------------------------------------------------------

                                      10


              Name, Age and Address Position Length of Time Served
              ----------------------------------------------------

                                                                 
John R. Kay (62)                                 Vice President               Since 1994
  500 East Broward Blvd.
  Suite 2100
  Fort Lauderdale, FL
  33394-3091

Principal Occupation During Past 5 Years:
Vice President, Templeton Worldwide, Inc.; Assistant Vice President, Franklin Templeton
Distributors, Inc.; Senior Vice President, Franklin Templeton Services, LLC; and officer of
one of the other subsidiaries of Franklin Resources, Inc. and of 20 of the investment
companies in Franklin Templeton Investments; and formerly, Vice President and Controller,
Keystone Group, Inc.
- ------------------------------------------------------------------------------------------------
Murray L. Simpson (65)                    Vice President and Assistant        Since 2000
  One Franklin Parkway                             Secretary
  San Mateo, CA
  94403-1906

Principal Occupation During Past 5 Years:
Executive Vice President and General Counsel, Franklin Resources, Inc.; officer and/or
director of some of the subsidiaries of Franklin Resources, Inc.; officer of 50 of the
investment companies in Franklin Templeton Investments; and formerly, Chief Executive Officer
and Managing Director, Templeton Franklin Investment Services (Asia) Limited (until 2000); and
Director, Templeton Asset Management Ltd. (until 1999).
- ------------------------------------------------------------------------------------------------
Barbara J. Green (55)                     Vice President and Secretary Vice President since 2000
  One Franklin Parkway                                                 and Secretary since 1996
  San Mateo, CA
  94403-1906

Principal Occupation During Past 5 Years:
Vice President and Deputy General Counsel, Franklin Resources, Inc.; Senior Vice President,
Templeton Worldwide, Inc. and officer of one of the other subsidiaries of Franklin Resources,
Inc., and of 50 of the investment companies in Franklin Templeton Investments; and formerly,
Deputy Director, Division of Investment Management, Executive Assistant and Senior Advisor to
the Chairman, Counselor to the Chairman, Special Counsel and Attorney Fellow, U.S. Securities
and Exchange Commission (1986 -1995); Attorney, Rogers & Wells (until 1986); and Judicial
Clerk, U.S. District Court (District of Massachusetts) (until 1979).
- ------------------------------------------------------------------------------------------------
David P. Goss (55)                        Vice President and Assistant        Since 2000
  One Franklin Parkway                             Secretary
  San Mateo, CA
  94403-1906

Principal Occupation During Past 5 Years:
Associate General Counsel, Franklin Resources, Inc.; President, Chief Executive Officer and
Director, Property Resources, Inc. and Franklin Properties, Inc.; officer and/or director of
some of the other subsidiaries of Franklin Resources, Inc.; officer of 50 of the investment
companies in Franklin Templeton Investments; and formerly, President, Chief Executive Officer
and Director, Property Resources Equity Trust (until 1999) and Franklin Select Realty Trust
(until 2000).
- ------------------------------------------------------------------------------------------------


                                      11


              Name, Age and Address Position Length of Time Served
              ----------------------------------------------------

                                                                         
Michael O. Magdol (65)                       Vice President-- AML                        Since 2002
  600 5th Avenue                                  Compliance
  Rockefeller Center
  New York, NY 10048-0772

Principal Occupation During Past 5 Years:
Vice Chairman, Chief Banking Officer and Director, Fiduciary Trust Company International; Director, FTI Banque,
Arch Chemicals, Inc. and Lingnan Foundation; officer and/or director, as the case may be, of some of the other
subsidiaries of Franklin Resources, Inc.; and officer of 47 of the investment companies in Franklin Templeton
Investments.
- ---------------------------------------------------------------------------------------------------------------------
Bruce S. Rosenberg (41)                  Treasurer and Chief Financial         Treasurer since 2000 and Chief
  500 East Broward Blvd.                            Officer                     Financial Officer since 2002
  Suite 2100
  Fort Lauderdale, FL
  33394-3091

Principal Occupation During Past 5 Years:
Vice President, Franklin Templeton Services, LLC; and officer of some of the subsidiaries of Franklin Resources, Inc.
and of 16 of the investment companies in Franklin Templeton Investments.
- ---------------------------------------------------------------------------------------------------------------------


Section 16(a) Beneficial Ownership Reporting Compliance
Section 16(a) of the Securities Exchange Act of 1934 requires officers,
Directors and persons who own more than 10% of the Fund's common stock ("10%
beneficial owners") to file reports of ownership and changes in ownership with
the U.S. Securities and Exchange Commission. During the fiscal year ended
August 31, 2002, Michael O. Magdol inadvertently filed a late Form 3, initial
statement of beneficial ownership of securities, following his appointment as
an officer of the Fund in May 2002. No other officer, Director or 10%
beneficial owner of the Fund failed to file ownership reports on a timely basis
for the fiscal year ended August 31, 2002. This information is based upon
review of the copies of such forms received or written representations from the
individuals required to make Section 16(a) reports on the Fund's common stock.

..  INFORMATION ABOUT THE FUND

The Investment Manager.  The Investment Manager of the Fund is Franklin
Advisers, Inc., a California corporation with offices at One Franklin Parkway,
San Mateo, California 94403-1906. Pursuant to an investment management
agreement, the Investment Manager manages the investment and reinvestment of
Fund assets. The Investment Manager is a wholly owned subsidiary of Resources.

The Administrator.   The administrator of the Fund is Franklin Templeton
Services, LLC ("FT Services") with offices at One Franklin Parkway, San Mateo,
California 94403-1906. FT Services is an indirect, wholly owned subsidiary of
Resources. Pursuant to an administration agreement, FT Services performs
certain administrative functions for the Fund.

                                      12


The Transfer Agent.  The transfer agent, registrar and dividend disbursement
agent for the Fund is Mellon Investor Services LLC, 85 Challenger Road,
Ridgefield Park, New Jersey 07660.

The Custodian.  The custodian for the Fund is JPMorgan Chase Bank, MetroTech
Center, Brooklyn, New York 11245.

Other Matters.  The Fund's last audited financial statements and annual report
for the fiscal year ended August 31, 2002, are available free of charge. To
obtain a copy, please call 1-800/DIAL BEN(R) (1-800-342-5236) or forward a
written request to Franklin Templeton Investor Services, LLC, P.O. Box 33030,
St. Petersburg, Florida 33733-8030.

As of January 3, 2003, the Fund had 129,512,767 shares outstanding and total
net assets of $1,005,205,822. The Fund's shares are listed on the NYSE (Symbol:
GIM) and on the Pacific Exchange, Inc. From time to time, the number of shares
held in "street name" accounts of various securities dealers for the benefit of
their clients may exceed 5% of the total shares outstanding. To the knowledge
of the Fund's management, as of January 3, 2003, there were no other entities
holding beneficially or of record more than 5% of the Fund's outstanding
shares. In addition, to the knowledge of the Fund's management, as of January
3, 2003, no nominee or Director of the Fund owned 1% or more of the outstanding
shares of the Fund, and the Directors and officers of the Fund owned, as a
group, less than 1% of the outstanding shares of the Fund.

..  AUDIT COMMITTEE

The Board has a standing Audit Committee consisting of Messrs. Millsaps
(Chairman), Crothers, Hines and Tseretopoulos, all of whom are Independent
Directors and also are considered to be "independent" as that term is defined
by the NYSE's listing standards. The Audit Committee reviews the maintenance of
the Fund's records and the safekeeping arrangements of the Fund's custodian,
reviews both the audit and non-audit work of the Fund's independent auditors,
and submits a recommendation to the Board as to the selection of independent
auditors.

Selection of Independent Auditors.  Upon the recommendation of the Audit
Committee, the Board selected the firm of PricewaterhouseCoopers LLP ("PwC") as
independent auditors of the Fund for the current fiscal year. Representatives
of PwC are not expected to be present at the Meeting, but will have the
opportunity to make a statement if they wish, and will be available should any
matter arise requiring their presence.

Audit Fees.  The aggregate fees paid to PwC in connection with the annual audit
of the Fund's financial statements for the fiscal year ended August 31, 2002
were $45,423.

                                      13


Financial Information Systems Design and Implementation Fees.  PwC did not
render any services with respect to financial information systems design and
implementation during the fiscal year ended August 31, 2002 to the Fund or
entities affiliated with the Fund that provide services to the Fund.

All Other Fees.  The aggregate fees billed for all other non-audit services,
including fees for tax-related services, rendered by PwC to the Fund or
entities affiliated with the Fund that provide services to the Fund for the
fiscal year ended August 31, 2002 were $2,737. The Audit Committee of the Fund
has determined that provision of these non-audit services is compatible with
maintaining the independence of PwC.

Audit Committee Report.  The Board has adopted and approved a formal written
charter for the Audit Committee, which sets forth the Audit Committee's
responsibilities. The charter was filed with the proxy statement for the Fund's
2001 Annual Meeting of Shareholders.

As required by the charter, the Audit Committee reviewed the Fund's audited
financial statements and met with management, as well as with PwC, the Fund's
independent auditors, to discuss the financial statements.

The Audit Committee received the written disclosures and the letter from PwC
required by Independence Standards Board Standard No. 1. The Audit Committee
also received the report of PwC regarding the results of their audit. In
connection with their review of the financial statements and the auditors'
report, the members of the Audit Committee discussed with a representative of
PwC, their independence, as well as the following: the auditors'
responsibilities in accordance with generally accepted auditing standards; the
auditors' responsibilities for information prepared by management that
accompanies the Fund's audited financial statements and any procedures
performed and the results; the initial selection of, and whether there were any
changes in, significant accounting policies or their application; management's
judgments and accounting estimates; whether there were any significant audit
adjustments; whether there were any disagreements with management; whether
there was any consultation with other accountants; whether there were any major
issues discussed with management prior to the auditors' retention; whether the
auditors encountered any difficulties in dealing with management in performing
the audit; and the auditors' judgments about the quality of the Fund's
accounting principles.

Based on its discussions with management and the Fund's auditors, the Audit
Committee did not become aware of any material misstatements or omissions in
the financial statements. Accordingly, the Audit Committee recommended to the
Board that the audited financial statements be included in the

                                      14


Fund's Annual Report to Shareholders for the fiscal year ended August 31, 2002
for filing with the U.S. Securities and Exchange Commission.

                                        AUDIT COMMITTEE

                                          Fred R. Millsaps (Chairman)
                                          Frank J. Crothers
                                          Andrew H. Hines, Jr.
                                          Constantine D. Tseretopoulos

..  FURTHER INFORMATION ABOUT VOTING AND THE MEETING

Solicitation of Proxies.  Your vote is being solicited by the Board of
Directors of the Fund. The cost of soliciting proxies, including the fees of a
proxy soliciting agent, is borne by the Fund. The Fund reimburses brokerage
firms and others for their expenses in forwarding proxy material to the
beneficial owners and soliciting them to execute proxies. In addition, the Fund
may retain a professional proxy solicitation firm to assist with any necessary
solicitation of proxies. The Fund expects that the solicitation would be
primarily by mail, but may also include telephone, telecopy or oral
solicitations. If the Fund does not receive your proxy by a certain time you
may receive a telephone call from a proxy soliciting agent asking you to vote.
If professional proxy solicitors are retained, it is expected that soliciting
fees would be approximately $5,000, plus expenses. The Fund does not reimburse
Directors and officers of the Fund, or regular employees and agents of the
Investment Manager involved in the solicitation of proxies. The Fund intends to
pay all costs associated with the solicitation and the Meeting.

Voting by Broker-Dealers.  The Fund expects that, before the Meeting,
broker-dealer firms holding shares of the Fund in "street name" for their
customers will request voting instructions from their customers and beneficial
owners. If these instructions are not received by the date specified in the
broker-dealer firms' proxy solicitation materials, the Fund understands that
NYSE Rules permit the broker-dealers to vote on the Proposal on behalf of their
customers and beneficial owners. Certain broker-dealers may exercise discretion
over shares held in their name for which no instructions are received by voting
these shares in the same proportion as they vote shares for which they received
instructions.

Quorum.  A majority of the shares entitled to vote--present in person or
represented by proxy--constitutes a quorum at the Meeting. The shares over
which broker-dealers have discretionary voting power, the shares that represent
"broker non-votes" (i.e., shares held by brokers or nominees as to which (i)
instructions have not been received from the beneficial owners or persons
entitled to vote and

                                      15


(ii) the broker or nominee does not have discretionary voting power on a
particular matter), and the shares whose proxies reflect an abstention on any
item will all be counted as shares present and entitled to vote for purposes of
determining whether the required quorum of shares exists.

Method of Tabulation.  The Proposal to elect Directors requires the affirmative
vote of the holders of a plurality of the Fund's shares present and voting on
the Proposal at the Meeting. Abstentions and broker non-votes will be treated
as votes present at the Meeting, but will not be treated as votes cast.
Abstentions and broker non-votes, therefore, will have no effect on the
Proposal.

Simultaneous Meetings.  The Meeting is to be held at the same time as the
annual meetings of shareholders of Templeton Emerging Markets Fund and
Templeton Emerging Markets Income Fund, Inc. If any shareholder at the Meeting
objects to the holding of a simultaneous meeting and moves for an adjournment
of the Meeting to a time promptly after the simultaneous meeting, the persons
designated as proxies will vote in favor of such adjournment.

Adjournment.  The presiding officer of the Fund for the Meeting, the secretary
of the Meeting, and the holders of a majority of the shares present (in person
or by proxy) and entitled to vote at the Meeting, each may adjourn the Meeting.
Such authority to adjourn the Meeting may be used in the event that a quorum is
not present at the Meeting or, in the event that a quorum is present but
sufficient votes have not been received to approve the Proposal, or for any
other reason consistent with Maryland law and the Fund's Articles of
Incorporation and By-Laws, including to allow for the further solicitation of
proxies. Unless otherwise instructed by a shareholder granting a proxy, the
persons designated as proxies may use their discretionary authority to vote as
instructed by management of the Fund on questions of adjournment.

Shareholder Proposals.  The Fund anticipates that its next annual meeting will
be held in February 2004. A shareholder who wishes to submit a proposal for
consideration for inclusion in the Fund's proxy statement for the 2004 Annual
Meeting of Shareholders must send such written proposal to the Fund's offices,
at 500 East Broward Boulevard, Suite 2100, Fort Lauderdale, Florida 33394-3091,
Attention: Secretary, so that it is received no later than September 15, 2003
in order to be included in the Fund's proxy statement and proxy card relating
to that meeting and presented at the meeting.

A shareholder of the Fund who has not submitted a written proposal for
inclusion in the Fund's proxy statement by September 15, 2003, as described
above, may nonetheless present a proposal at the Fund's 2004 Annual Meeting of
Shareholders if such shareholder notifies the Fund, at the Fund's offices, of
such proposal by November 29, 2003. If a shareholder fails to give notice by
this date, then the persons designated as proxy holders for proxies solicited
by the Board of Directors for the 2004 Annual Meeting of Shareholders may
exercise discretionary voting power with respect to any such proposal. A
shareholder proposal may be presented at the 2004 Annual Meeting of
Shareholders only if

                                      16


such proposal concerns a matter that may be properly brought before the meeting
under applicable federal proxy rules and state law.

Submission of a proposal by a shareholder does not guarantee that the proposal
will be included in the Fund's proxy statement or presented at the meeting.

                                          By Order of the Board of Directors,

                                          Barbara J. Green
                                          Secretary

January 13, 2003

                                      17


                                                              TLGIM PROXY 01/03









                       TEMPLETON GLOBAL INCOME FUND, INC.
               ANNUAL MEETING OF SHAREHOLDERS - FEBRUARY 28, 2003

The  undersigned  hereby  revokes all previous proxies for his/her shares and
appoints  BARBARA J. GREEN, BRUCE S. ROSENBERG and LORI A. WEBER, and each of
them, proxies of the undersigned with full power of  substitution to vote all
shares of Templeton Global Income Fund, Inc. (the "Fund") that the undersigned
is entitled to vote at the Fund's Annual Meeting of Sahreholders (the "Meeting")
to be held at 500 East Broward  Blvd., 12th Floor, Fort Lauderdale, Florida
33394-3091 at 10:00 a.m., Eastern  time,  on the 28th day of February, 2003,
including any postponements or adjournments  thereof, upon the matters set forth
below and instructs them to vote upon any matters that may properly be acted
upon at the Meeting.

THIS PROXY IS SOLICITED ON BEHALF OF THE BOARD OF DIRECTORS. IT WILL BE VOTED AS
SPECIFIED. IF NO SPECIFICATION IS MADE, THIS PROXY SHALL BE VOTED  FOR THE
PROPOSAL (INCLUDING ALL NOMINEES FOR DIRECTORS). IF ANY OTHER MATTERS PROPERLY
COME BEFORE THE  MEETING TO BE VOTED ON, THE PROXY HOLDERS WILL VOTE, ACT AND
CONSENT ON THOSE MATTERS IN ACCORDANCE WITH THE VIEWS OF MANAGEMENT.

                 (CONTINUED AND TO BE SIGNED ON THE OTHER SIDE)

                              FOLD AND DETACH HERE








                                                   Please mark your vote as
                                                   indicated in this example [X]

THE BOARD OF DIRECTORS UNANIMOUSLY RECOMMENDS A VOTE FOR THE PROPOSAL.

Proposal - Election of Directors.


                                                  

     FOR all nominees               WITHHOLD          Nominees: 01 HARRIS J. ASHTON, 02 NICHOLAS F. BRADY,
    listed (except as              AUTHORITY          03 S.JOSEPH FORTUNATO AND 04 ANDREW H. HINES, JR.
   marked to the right)         to vote for all
                                nominees listed

        [   ]                        [  ]             To withhold authority to vote for any individual
                                                      nominee, write that nominee's name on the line
                                                      below.

                                                      --------------------------------------------------





I PLAN TO ATTEND THE MEETING.                 YES      NO
                                              [ ]      [ ]


SIGNATURE(S):                                             DATED         , 2003
             --------------------------------------------      ---------
PLEASE SIGN EXACTLY AS YOUR NAME APPEARS ON THIS PROXY. IF SIGNING FOR ESTATES,
TRUSTS OR CORPORATIONS, TITLE OR CAPACITY SHOULD BE STATED. IF SHARES ARE HELD
JOINTLY, EACH HOLDER SHOULD SIGN.

                              FOLD AND DETACH HERE